Cheniere Energy Partners, L.P 10-Q for FY2026 Q3

Cheniere Energy Partners, L.P. (CQP)

10-Q 2026-10-29 For: 2026-09-30

Added on October 29, 2026

About this 10-Q

Cheniere Energy Partners, L.P filed this 10-Q on October 29, 2026, covering the quarter ended September 30, 2026 (FY2026 Q3).

Cheniere Energy Partners, L.P. reported nine-month 2026 revenue growth of $909 million and net income growth of $286 million versus 2025. The SPL Expansion Project targets FID in 2026/2027, and a $0.890 per common unit distribution was declared. AI summary

Headline figures

Quarter ended September 30, 2026, as reported in this filing, compared with the same period a year earlier where the filing states it.

Revenue: $2.57B; up 7.1% from $2.4B a year earlier
Net income: $639M; up 26.3% from net income of $506M a year earlier

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Delaware			20-5913059
(State or other jurisdiction of incorporation or organization)			(I.R.S. Employer Identification No.)


Title of each class	Trading Symbol	Name of each exchange on which registered
Common Units Representing Limited Partner Interests	CQP	New York Stock Exchange






























	Definitions	1
Part I. Financial Information
Item 1.	Consolidated Financial Statements	3
	Consolidated Statements of Operations	3
	Consolidated Balance Sheets	4
	Consolidated Statements of Partners’ Equity (Deficit)	5
	Consolidated Statements of Cash Flows	6
	Notes to Consolidated Financial Statements	7
	Note 1—Nature of Operations and Basis of Presentation	7
	Note 2—Unitholders’ Equity	8

	Note 3—Trade and Other Receivables, Net of Current Expected Credit Losses	9
	Note 4—Inventory	9
	Note 5—Property, Plant and Equipment, Net of Accumulated Depreciation	10
	Note 6—Derivative Instruments	10

	Note 7—Accrued Liabilities	13
	Note 8—Debt	14
	Note 9—Revenues	16
	Note 10—Related Party Transactions	17
	Note 11—Net Income per Common Unit	18
	Note 12—Segment Information and Customer Concentration	19
	Note 13—Supplemental Cash Flow Information	20

Item 2.	Management’s Discussion and Analysis of Financial Condition and Results of Operations	21

Item 3.	Quantitative and Qualitative Disclosures about Market Risk	33

Item 4.	Controls and Procedures	33

Part II. Other Information
Item 1.	Legal Proceedings	34

Item 1A.	Risk Factors	34

Item 5.	Other Information	34

Item 6.	Exhibits	34

	Signatures	35


ASU						Accounting Standards Update

Bcf/d						billion cubic feet per day

Bcfe						billion cubic feet equivalent

DOE						U.S. Department of Energy
EPC						engineering, procurement and construction

FASB						Financial Accounting Standards Board
FERC						Federal Energy Regulatory Commission
FID						final investment decision

FTA countries						countries with which the U.S. has a free trade agreement providing for national treatment for trade in natural gas
GAAP						generally accepted accounting principles in the U.S.
Henry Hub						the final settlement price (in U.S. dollars per MMBtu) for the New York Mercantile Exchange’s Henry Hub natural gas futures contract for the month in which a relevant cargo’s delivery window is scheduled to begin

IPM agreements						integrated production marketing agreements in which the gas producer sells to us gas on a global LNG or natural gas index price, less a fixed liquefaction fee, shipping and other costs


LNG						liquefied natural gas, a product of natural gas that, through a refrigeration process, has been cooled to a liquid state, which occupies a volume that is approximately 1/600th of its gaseous state
MMBtu						million British thermal units; one British thermal unit measures the amount of energy required to raise the temperature of one pound of water by one degree Fahrenheit
mtpa						million tonnes per annum
NGA						Natural Gas Act of 1938, as amended
non-FTA countries						countries with which the U.S. does not have a free trade agreement providing for national treatment for trade in natural gas and with which trade is permitted
NPNS						normal purchases and normal sales, an elective scope exception available under Accounting Standards Codification Topic 815, Derivatives and Hedging, which excludes qualifying physical commodity contracts from derivative accounting
SEC						U.S. Securities and Exchange Commission
SOFR						Secured Overnight Financing Rate
SPA						LNG sale and purchase agreement
TBtu						trillion British thermal units; one British thermal unit measures the amount of energy required to raise the temperature of one pound of water by one degree Fahrenheit

Train						an industrial facility comprised of a series of refrigerant compressor loops used to cool natural gas into LNG
TUA						terminal use agreement


	Three Months Ended September 30,				Nine Months Ended September 30,
	2026		2025		2026		2025
Revenues
LNG revenues	$	1,956	$	1,837	$	6,561	$	5,961
LNG revenues—affiliate	567		518		2,044		1,738

Regasification revenues	34		34		102		102

Other revenues	17		15		50		47

Total revenues	2,574		2,404		8,757		7,848

Operating costs and expenses
Cost of sales (excluding operating and maintenance expense and depreciation and amortization expense shown separately below)	1,276		1,278		4,757		4,177
Cost of sales—affiliate	—		—		46		—

Operating and maintenance expense	236		191		692		683
Operating and maintenance expense—affiliate	43		40		136		126
Operating and maintenance expense—related party	—		—		—		28


General and administrative expense	3		3		9		9
General and administrative expense—affiliate	25		23		72		70
Depreciation and amortization expense	174		173		522		515
Other operating costs and expenses	2		—		6		2
Other operating costs and expenses—affiliate	—		—		1		1
Total operating costs and expenses	1,759		1,708		6,241		5,611

Income from operations	815		696		2,516		2,237

Other income (expense)
Interest expense, net of capitalized interest	(182)		(189)		(546)		(567)


Other income (expense), net	6		(2)		13		7
Other income—affiliate	—		1		3		23
Total other expense	(176)		(190)		(530)		(537)

Net income	$	639	$	506	$	1,986	$	1,700

Basic and diluted net income per common unit(1)	$	1.01	$	0.80	$	3.34	$	2.79


Weighted average basic and diluted number of common units outstanding	484		484		484		484


	September 30,		December 31,

	2026		2025
ASSETS
Current assets
Cash and cash equivalents	$	569	$	182
Restricted cash and cash equivalents	35		19
Trade and other receivables, net of current expected credit losses	327		511
Trade and other receivables—affiliate	290		238

Advances to affiliates	152		145
Inventory	165		180

Prepaid expenses	50		42

Other current assets, net	16		21

Total current assets	1,604		1,338


Property, plant and equipment, net of accumulated depreciation	15,087		15,259
Operating lease assets	73		76

Deferred NPNS assets	669		—
Derivative assets	1		541
Other non-current assets, net	405		223

Total assets	$	17,839	$	17,437

LIABILITIES AND PARTNERS’ EQUITY
Current liabilities
Accounts payable	$	97	$	53
Accrued liabilities	738		990

Current debt, net of unamortized discount and debt issuance costs	112		306
Due to affiliates	50		57
Deferred revenue	144		119


Current portion of deferred NPNS liabilities	103		—
Current derivative liabilities	84		164
Other current liabilities	14		15
Other current liabilities—affiliate	6		4
Total current liabilities	1,348		1,708

Long-term debt, net of unamortized discount and debt issuance costs	14,283		14,161



Deferred NPNS liabilities	1,055		—
Derivative liabilities	41		900
Other non-current liabilities	216		231
Other non-current liabilities—affiliate	17		23
Total liabilities	16,960		17,023



Partners’ equity
Common unitholders’ interest (484 million units issued and outstanding at both September 30, 2026 and December 31, 2025)	3,921		3,156
General partner’s interest (2% interest with 10 million units issued and outstanding at both September 30, 2026 and December 31, 2025)	(3,042)		(2,742)
Total partners’ equity	879		414
Total liabilities and partners’ equity	$	17,839	$	17,437


Three and Nine Months Ended September 30, 2026
	Common Unitholders’ Interest			General Partner’s Interest			Total Partners’ Equity
	Units	Amount		Units	Amount
















Balance at December 31, 2025	484	$	3,156	10	$	(2,742)	$	414
Net income	—	182		—	4		186

Distributions
Common units, $0.830/unit	—	(402)		—	—		(402)

General partner units	—	—		—	(120)		(120)
Balance at March 31, 2026	484	2,936		10	(2,858)		78
Net income	—	1,138		—	23		1,161
Distributions
Common units, $0.790/unit	—	(382)		—	—		(382)
General partner units	—	—		—	(103)		(103)
Balance at June 30, 2026	484	3,692		10	(2,938)		754
Net income	—	626		—	13		639
Distributions
Common units, $0.820/unit	—	(397)		—	—		(397)
General partner units	—	—		—	(117)		(117)
Balance at September 30, 2026	484	$	3,921	10	$	(3,042)	$	879


New Consolidated Balance Sheets Location	Amount Reclassified
Deferred NPNS assets	$	669
Current portion of deferred NPNS liabilities	(108)
Deferred NPNS liabilities	(1,081)
Total deferred NPNS assets and liabilities	$	(520)


Years Ending December 31,	Estimated net reduction to cost of sales from amortization of deferred NPNS assets and liabilities
2026(1)	$	57
2027	103
2028	103
2029	88
2030	58
Thereafter	111
Total estimated amortization	$	520


	Fair Value Measurements as of
	September 30, 2026								December 31, 2025
	Quoted Prices in Active Markets (Level 1)		Significant Other Observable Inputs (Level 2)		Significant Unobservable Inputs (Level 3)		Total		Quoted Prices in Active Markets (Level 1)		Significant Other Observable Inputs (Level 2)		Significant Unobservable Inputs (Level 3)		Total

Liquefaction Supply Derivatives liability(1)	$	—	$	(4)	$	(117)	$	(121)	$	—	$	(23)	$	(500)	$	(523)


	Gain (Loss) Recognized in Consolidated Statements of Operations
Consolidated Statements of Operations Location(1)	Three Months Ended September 30,				Nine Months Ended September 30,
	2026		2025		2026		2025
LNG revenues	$	(1)	$	—	$	—	$	—
Cost of sales(2)	3		(12)		(140)		109




	Fair Value Measurements as of
Consolidated Balance Sheets Location	September 30, 2026		December 31, 2025
Current derivative assets	$	3	$	—
Derivative assets	1		541
Total derivative assets	4		541

Current derivative liabilities	(84)		(164)
Derivative liabilities	(41)		(900)
Total derivative liabilities	(125)		(1,064)

Derivative liability, net	$	(121)	$	(523)


	Liquefaction Supply Derivatives
	September 30, 2026		December 31, 2025
Gross assets	$	28	$	663
Offsetting amounts	(24)		(122)
Net assets	$	4	$	541

Gross liabilities	$	(160)	$	(1,084)
Offsetting amounts	35		20
Net liabilities	$	(125)	$	(1,064)


	SPL Revolving Credit Facility		CQP Revolving Credit Facility
Total facility size	$	1,000	$	1,000
Less:
Outstanding balance	—		—

Letters of credit issued	127		—
Available commitment	$	873	$	1,000

Priority ranking	Senior secured		Senior unsecured
Interest rate on available balance(1)	SOFR plus credit spread adjustment of 0.1%, plus margin of 1.0% - 1.75% or base rate plus 0.0% - 0.75%		SOFR plus credit spread adjustment of 0.1%, plus margin of 1.125% - 2.0% or base rate plus 0.125% - 1.0%

Commitment fees on undrawn balance(1)	0.075% - 0.30%		0.10% - 0.30%
Letter of credit fees(1)	1.0% - 1.75%		1.125% - 2.0%
Maturity date	June 23, 2028		June 23, 2028


	Nine Months Ended September 30, 2026

Balance, beginning of period	$	216
Cash received but not yet recognized in revenue	133
Revenue recognized from prior period deferral	(116)
Balance, end of period	$	233


	Three Months Ended September 30,				Nine Months Ended September 30,
	2026		2025		2026		2025
Balance, beginning of period	$	(106)	$	(1,147)	$	(500)	$	(1,307)
Realized and change in fair value losses included in net income(1):
Included in cost of sales, existing deals(2)	(14)		(93)		(198)		(7)
Included in cost of sales, new deals(3)	(35)		(2)		(38)		(12)
Purchases and settlements:
Purchases(4)	—		—		—		—
Settlements(5)	37		60		98		147


Transfers out of level 3(6)	1		(2)		1		(5)
Agreements designated as NPNS and no longer measured at fair value on a recurring basis(7)	—		—		520		—
Balance, end of period	$	(117)	$	(1,184)	$	(117)	$	(1,184)
Unfavorable changes in fair value relating to instruments still held at the end of the period	$	(49)	$	(95)	$	(90)	$	(19)


	September 30,		December 31,

	2026		2025
SPL:
Senior Secured Notes:




5.875% due 2026	$	—	$	200
5.00% due 2027	—		1,500
4.200% due 2028	1,350		1,350
4.500% due 2030	2,000		2,000
due 2037 with weighted average rate of 4.749% and 4.747% at September 30, 2026 and December 31, 2025, respectively(1)	1,623		1,730
Total SPL Senior Secured Notes	4,973		6,780

Revolving credit and guaranty agreement (the “SPL Revolving Credit Facility”)	—		—
Total debt - SPL	4,973		6,780

CQP:
Senior Notes:


4.500% due 2029	1,500		1,500
4.000% due 2031	1,500		1,500
3.25% due 2032	1,200		1,200
5.950% due 2033	1,400		1,400
5.750% due 2034	1,200		1,200
5.550% due 2035	1,000		1,000
5.350% due 2036 (the “2036 CQP Senior Notes”)(2)	1,000		—
6.050% due 2056 (the “2056 CQP Senior Notes”)(2)	750		—
Total CQP Senior Notes	9,550		7,800

Revolving credit and guaranty agreement (the “CQP Revolving Credit Facility”)	—		—
Total debt - CQP	9,550		7,800
Total debt	14,523		14,580

Current debt, net of unamortized discount and debt issuance costs(1)	(112)		(306)


	Nine Months Ended September 30, 2026

Balance—affiliate, beginning of period	$	10
Cash received but not yet recognized in revenue	3
Revenue recognized from prior period deferral	(7)
Balance—affiliate, end of period	$	6


	September 30, 2026			December 31, 2025
	Unsatisfied Transaction Price (in billions)		Weighted Average Recognition Timing (years)(1)	Unsatisfied Transaction Price (in billions)		Weighted Average Recognition Timing (years)(1)
LNG revenues	$	43.3	7	$	41.0	7
LNG revenues—affiliate	0.2		1	0.5		1
Regasification revenues	0.3		2	0.4		2
Total revenues	$	43.8		$	41.9



	Total		Limited Partner Common Units		General Partner Units		IDR
Three Months Ended September 30, 2026
Net income	$	639
Less: declared distributions(1)	579		431		12		136
Assumed allocation of undistributed net income(2)	$	60	59		1		—
Assumed allocation of net income			$	490	$	13	$	136

Weighted average units outstanding			484
Basic and diluted net income per unit			$	1.01

Three Months Ended September 30, 2025
Net income	$	506
Less: declared distributions(1)	520		402		10		108
Assumed allocation of undistributed net loss(2)	$	(14)	(14)		—		—
Assumed allocation of net income			$	388	$	10	$	108

Weighted average units outstanding			484
Basic and diluted net income per unit			$	0.80

Nine Months Ended September 30, 2026
Net income	$	1,986
Less: declared distributions(1)	1,571		1,210		32		329
Assumed allocation of undistributed net income(2)	$	415	407		8		—
Assumed allocation of net income			$	1,617	$	40	$	329

Weighted average units outstanding			484
Basic and diluted net income per unit			$	3.34


Nine Months Ended September 30, 2025
Net income	$	1,700
Less: declared distributions(1)	1,542		1,196		31		315

Assumed allocation of undistributed net income(2)	$	158	155		3		—
Assumed allocation of net income			$	1,351	$	34	$	315

Weighted average units outstanding			484
Basic and diluted net income per unit			$	2.79


	Percentage of Total Revenues from Contracts with External Customers				Percentage of Trade Receivables, Net and Contract Assets, Net from External Customers
	Three Months Ended September 30,		Nine Months Ended September 30,		September 30,	December 31,
	2026	2025	2026	2025	2026	2025
Customer A	17%	17%	21%	22%	20%	28%
Customer B	14%	14%	14%	15%	*	19%
Customer C	16%	17%	15%	15%	15%	12%
Customer D	14%	16%	13%	14%	12%	21%
Customer E	*	*	10%	10%	*	*
Customer F	*	*	*	*	16%	—%


	Three Months Ended September 30,						Nine Months Ended September 30,
(in millions, except per unit data)	2026		2025		Variance		2026		2025		Variance
Revenues
LNG revenues	$	1,956	$	1,837	$	119	$	6,561	$	5,961	$	600
LNG revenues—affiliate	567		518		49		2,044		1,738		306

Regasification revenues	34		34		—		102		102		—

Other revenues	17		15		2		50		47		3

Total revenues	2,574		2,404		170		8,757		7,848		909

Operating costs and expenses
Cost of sales (excluding operating and maintenance expense and depreciation and amortization expense shown separately below)	1,276		1,278		(2)		4,757		4,177		580
Cost of sales—affiliate	—		—		—		46		—		46

Operating and maintenance expense	236		191		45		692		683		9
Operating and maintenance expense—affiliate	43		40		3		136		126		10
Operating and maintenance expense—related party	—		—		—		—		28		(28)


General and administrative expense	3		3		—		9		9		—
General and administrative expense—affiliate	25		23		2		72		70		2
Depreciation and amortization expense	174		173		1		522		515		7
Other operating costs and expenses	2		—		2		6		2		4
Other operating costs and expenses—affiliate	—		—		—		1		1		—
Total operating costs and expenses	1,759		1,708		51		6,241		5,611		630

Income from operations	815		696		119		2,516		2,237		279

Other income (expense)
Interest expense, net of capitalized interest	(182)		(189)		7		(546)		(567)		21


Other income (expense), net	6		(2)		8		13		7		6
Other income—affiliate	—		1		(1)		3		23		(20)
Total other expense	(176)		(190)		14		(530)		(537)		7

Net income	$	639	$	506	$	133	$	1,986	$	1,700	$	286

Basic and diluted net income per common unit	$	1.01	$	0.80	$	0.21	$	3.34	$	2.79	$	0.55


	September 30, 2026


Cash and cash equivalents	$	569
Restricted cash and cash equivalents designated for the Liquefaction Project	35

Available commitments under our credit facilities(1):

SPL Revolving Credit Facility	873
CQP Revolving Credit Facility	1,000

Total available commitments under our credit facilities	1,873

Total available liquidity	$	2,477


Summarized Balance Sheets (in millions)	September 30,		December 31,

	2026		2025
ASSETS
Current assets



Current assets, net	$	617	$	226
Current assets—affiliate	152		146
Current assets with Non-Guarantors	48		56
Total current assets	817		428


Non-current assets, net	2,792		2,851
Total assets	$	3,609	$	3,279

LIABILITIES
Current liabilities


Current liabilities	$	210	$	154
Current liabilities—affiliate	43		50
Current liabilities due to Non-Guarantors	146		151
Total current liabilities	399		355

Long-term debt, net of unamortized discount and debt issuance costs	9,450		7,724

Other non-current liabilities	119		130
Non-current liabilities—affiliate	16		18
Non-current liabilities—Non-Guarantors	3		—
Total liabilities	$	9,987	$	8,227


Summarized Statement of Operations (in millions)	Nine Months Ended September 30, 2026

Revenues	$	151
Revenues from Non-Guarantors	426
Total revenues	577

Operating costs and expenses	192
Operating costs and expenses—affiliate	169
Recovery of operating costs and expenses from Non-Guarantors	(2)
Total operating costs and expenses	359

Income from operations	218
Net loss	$	(100)


				Total Distribution (in millions)
Date Paid	Period Covered by Distribution	Distribution Per Common Unit		Common Units		General Partner Units		Incentive Distribution Rights

August 14, 2026	April 1 - June 30, 2026	$	0.820	$	397	$	10	$	104
May 15, 2026	January 1 - March 31, 2026	0.790		382		10		90
February 13, 2026	October 1 - December 31, 2025	0.830		402		10		108


August 14, 2025	April 1 - June 30, 2025	$	0.820	$	397	$	10	$	104
May 15, 2025	January 1 - March 31, 2025	0.820		397		10		104
February 14, 2025	October 1 - December 31, 2024	0.820		397		10		104


	September 30, 2026				December 31, 2025
	Fair Value		Change in Fair Value		Fair Value		Change in Fair Value
Liquefaction Supply Derivatives	$	(121)	$	18	$	(523)	$	588


		CHENIERE ENERGY PARTNERS, L.P.
		By:	Cheniere Energy Partners GP, LLC, its general partner


Date:	October 28, 2026	By:	/s/ Zach Davis
			Zach Davis
			Executive Vice President and Chief Financial Officer
			(on behalf of the registrant and as principal financial officer)


Date:	October 28, 2026	By:	/s/ David Slack
			David Slack
			Senior Vice President and Chief Accounting Officer
			(on behalf of the registrant and as principal accounting officer)


PROJECT NAME: Sabine Pass LNG Stage 5 Liquefaction Project OWNER: Sabine Pass Liquefaction Stage V, LLC CONTRACTOR: Bechtel Energy Inc.			CHANGE ORDER NUMBER: CO-00001 DATE OF AGREEMENT: 22-May-2026 DATE OF CHANGE ORDER: 10-Jun-2026


Adjustment to Contract Price
1. The original Contract Price was ……………………………………………………..................	$	4,686,000,000
2. Net change by previously authorized Change Orders (n/a) …….…….......................................	$	0.00
3. The Contract Price prior to this Change Order was ………………………………………........	$	4,686,000,000
4. The Aggregate Equipment Price will be (increased) by this Change Order in the amount of ...	$ [***]
5. The Aggregate Labor and Skills Price will be (unchanged) by this Change Order in the amount of ..	$ [***]
6. The Aggregate Provisional Sum Equipment Price will be (unchanged) by this Change Order in the amount of ……………………………………………………………………………......	$ [***]
7. The Aggregate Provisional Sum Labor and Skills Price will be (unchanged) by this Change Order in the amount of ..………………………………………………………………………..	$ [***]
8. The new Contract Price including this Change Order will be ………………………………….	$	4,689,684,675


PROJECT NAME: Sabine Pass LNG Stage 5 Liquefaction Project OWNER: Sabine Pass Liquefaction Stage V, LLC CONTRACTOR: Bechtel Energy Inc.			CHANGE ORDER NUMBER: CO-00002 DATE OF AGREEMENT: 22-May-2026 DATE OF CHANGE ORDER: 22-Jun-2026


/s/ Jack A. Fusco
Jack A. Fusco
Chief Executive Officer of
Cheniere Energy Partners GP, LLC, the general partner of
Cheniere Energy Partners, L.P.


/s/ Zach Davis
Zach Davis
Chief Financial Officer of
Cheniere Energy Partners GP, LLC, the general partner of
Cheniere Energy Partners, L.P.